Red as Blood, Pure as Love
by DisneyGirl10
Summary: Rachel Jackson thought her new life in NY would be a total nightmare, for her and her widow mom. But then she met Peter Parker aka Spider-Man. But what if she found out his identity? What if he finds out her family secret? And what happens when her mom, Jenny, has a certain genius billionaire playboy philanthropist falling for her? (Rated T JUST TO BE SAFE! PeterXOC, TonyXOC)
1. Chapter 1: Prologue

**Hey guys! So, this-THIS is the Marvel idea I was telling you about. So, if you don't like it, you don't have to read it, since it may be an out-of-the-moment kind of thing. Plus, I did all of this all night and it may not be good (I have a deep feeling that it won't since I did it all in one night). But please read it and tell me what you think. If you don't like it, then that's okay too, and at least you took the time to read it.**

**I was going to wait until next month to do this. But, being me, I ignored my conscience. XD**

**So, I do NOT own Ultimate Spider-Man at all. I only own the plot and my OCs' so please enjoy! :D**

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><p><span>Chapter 1: Prologue<span>

I huffed out another short breath. I carried my last box out of the moving van. I swear, if I keep doing this, I think I'll collapse and not come back up. I mean it! I look around to find Mom. She was carrying the last of her things and the movers helped us with the boxes. I shuffled into the first room, the living room, which has enough space to put down our belongings.

My name is Rachel _Carter_ Jackson, Carter being my old last name and Jackson being my new last name, which is my Mom's maiden name, and her name is Jenny Jackson.

As you can guess, we've just moved here from North Carolina, my birth home, as it's my parents' as well. They both lived their whole lives there, with my grandparents, and it was like paradise, a safe haven, a vacation lived out every day. But something happened…something I wish I could just erase from my mind.

My Dad died when I was ten, and it wasn't any accident. Someone killed him, someone that hated him enough to drive him to murder. My Mom was out of town when it happened and I was with my grandparents. When morning came, Grandma Sarah was crying and Grandpa Jacob tried to comfort her when I walked in seeing them both like that. I knew something was wrong right away.

The funeral didn't make any difference on what we already felt: remorse. Mom stood still, stolid, like a statue. But her face kept contorting every time they spoke Dad's name. After only a few days, nothing could change the cloud of sadness that drifted over our family. I always tried my best every day to cheer her up, and Mom always tried to do her best to stay strong and keep a smile on her face, for me, her only child. Yet, I always felt that she didn't change what occurred inside her that lasted for the next six years: heartbreak.

Six years went by in both our lives and it was a living hell to deal with that dark cloud hanging over us. But that wasn't all. At the town's local high school, the rumors and latest gossip spread about my Dad was like taking a bullet in everyday I walked through the double doors of that school—more like a prison. Bullying, gossip, trash thrown at me every chance they had.

Why? Because everyone thinks my Mom was responsible for his death. They all thought that her time out of town was too much of a coincidence that his death happened. And since there was no evidence of who it really was or anything linking her to the murder, she couldn't be charged for it.

But she knew who it really was. And that secret is kept under lock and key, for now.

But it was enough to make her realize that we couldn't stay there anymore, especially since we each carry the same burden, one that's been part of our family for generations, which is why we had to move, as soon as possible. It was heart-wrenching to say good-bye to the old timers, but it was more hurtful to know that no one else cared about us anymore. When the rumors broke out at my school, my friends stopped hanging out with me anymore, leaving me an outcast. The whole town thought we were freaks, to this day they still do, because of the murder, and their suspicions that we aren't…normal.

And trust me, they're right.

The move here was quicker than I thought, and the change of the scenery from warm fall colors and horses galloping past us in their steady strides, to the crowded streets and loud noises of the one and only New York City. I still can't believe Mom chose for us to live here. I would have expected Idaho, Ohio, or Alaska if we wanted to stay secluded away from all the posers back home. I always kept hearing how there's so much crime and villainy here, and that it happens every _single day_! If Mom wants me away from so much drama and into a place of safety, then why did she chose we live _here_?

Oh well, at least she bought a house away from the big city and into the safe, peaceful countryside. It was still bright and early, it was Saturday, and I would have all weekend to get comfortable until I start school, again, a few weeks after the school year just started. Yippee! _Not! _At least Mom will find a job to keep her mind occupied. She was a stay-at-home Mom while Dad worked.

Whatever the case was, I just hope that Mom knows what she's doing…and hope that this won't all be for nothing.

I heaved the last box up in my room, barren, but not until I decorated it. Mom's room was down the hall and the other room up here was the bathroom. Downstairs was the kitchen, the dining room, the living room and the foyer. It was a two-story house and it had enough space for the two of us, and _only_ the two of us. Mom made it specific that she didn't want anyone standing in the way of spending time with me, but also that she didn't really want to start a relationship with anyone.

My parents, were as you could say, madly in love with one another. They were best friends since pre-school, right up until college when he proposed to her on their 1-year anniversary of going out together. Their school lives, their college lives, even their wedding happened all back home. Mom would always tell me the story of how they met and honestly, it felt like their lives were a fairy-tale. I just hope that I can find someone that could make me feel the same way Dad made her feel. But love, even true love, can end abruptly…just like theirs did. I know that Mom still thinks of him, every minute of each day, and that she regrets not being there to save him. She thinks it's all her fault.

After dinner, she left to go wash up for bed. I washed the dishes and turned off the lights before going to my room. I still have boxes to unpack. My bed was ready for me, along with the nightstands on both sides with a lamp on the right one. I took a picture frame out and smiled at the image. It was of me and my parents when I was ten. It was the last picture we took, days before his death. My Mom had her brown-reddish hair loose and flowing down to her mid-back and her brown eyes shined in the sun's glow on her fair skin. My Dad, Ethan Carter, had short dirty blonde hair, piercing blue eyes, and pale skin. They were both smiling and I was in the middle, laughing as my ponytails bounced around my face. I have my Dad's hair color and eye color but I have Mom's skin, yet I act like them both all the time.

Dad was always charming, clever and always knew how to irritate her and charm her at the same time. Mom's neat and handy help around our old home saved us the trouble of calling for a plumber or a mechanic. She always seemed to have a way with tools. The two of them being bookworms meant bookshelves in every room and whenever it rained, we would stay cozy by the fireplace while they read to me. They made me appreciate life outside of technology and looking at nature and life. Even if he was gone now, Dad always holds a place in both our hearts and we still do the same routines, we're only one person short.

I don't think Mom wants to remarry anytime soon, since she didn't date anyone for the past six years, so dating sites didn't make the cut. The same goes for me. Back home, every guy I met always finds a way to be a real douche, not ever a gentleman. The day I actually meet a real, kind and gentle plus sweet human being will be the day Mom and I can find peace in our lives again, to whisk the pain and guilt away to another world. I set the frame beside the one with the old folks, Grandma looking just like Mom with grey streaks in her hair and Grandpa having short chestnut hair with grey streaks and green eyes. Oh, I still miss them.

I changed into my simple blue tank top and shorts when Mom came in to say goodnight. She wore her pink night-robe and had her hair in a loose bun. I said it back when she hugged me out of nowhere and kissed my forehead. When our eyes locked, I stared into her eyes, ones with a new color in them. The morning she came back to get me after Dad's death, I was scared to find her eyes being pinkish-purple instead of brown with black shadows rimming them, like she didn't get enough sleep or something. She told me it was nothing for me to worry about but I'm still unsure to this day. I watched her walk out of the door and I closed it, still feeling something was off with the look in her eyes. She was worried about something. Me? Herself? Us?

I turned off the lamp and went to bed, all these thoughts running through my head. Mom always became worried and overprotective about my safety. She never wanted me out of her sight that she even considered home-schooling me. But Grandma and Grandpa talked her out of it, but that didn't mean that she wasn't keeping an eye out for me. I couldn't blame her. I mean, we lost Dad. And she doesn't want to lose me too. I feel the same way. Besides my grandparents, Mom is the only family I have left. If I ever lost her, I just…I wouldn't know what to do. And neither would she if she lost me.

I sighed, rolling to my side to see the moon's light come through the silk curtains, the window showing a little of the outside. Both mine and Mom's room have a balcony, giving a nice view of the area and of the beauty that is nature. I came out there when we started unpacking and I could see miles of grass, flora and fauna, even birds chirping and flying freely. It was a sight to take in. The light hit my lower body and I sighed more, thinking more too.

Who knew I had to deal with a whole lot more than what has happened so far. Monday would be my first day back at school, at Mid-Town High in the Big Apple, and Mom's first day on the job. But unbeknownst to us both, neither of us would be prepared for what would happen on that fateful day. The day that our lives began to change…_forever_.

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><p><strong>I think I may edit this, maybe not, IDK!<strong>

**I may even delete this story because I'm feeling so overwhelmed by doing this for who knows what reason! I really am!**

**So, let me know what you guys think, all of you readers out there, in a review. When 2015 comes, I'll decided whether to keep going with this or if I should hold this off until some other time. I have no idea what will happen, for it now rests in your hands, guys.**

**And in case you're wondering, Spidey/Peter and Iron Man/Tony will appear in the next one but that depends if anyone reads this and stuff.**

**So, let me know what you think PLEASE and then we'll see what happens from there. Until then, Merry Christmas, Happy New Year, and all that good stuff! Bye guys! ;)**


	2. Chapter 2: First Day

**Hey guys! Now, I wanted to wait until the new year. But I was just finishing this up and...my urges have made me weak!**

**So, I do NOT own Ultimate Spider-Man at all. I only own the plot and my OCs' so please enjoy!**** :D**

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><p><span>Chapter 2: First Day<span>

(Rachel's P.O.V.)

Morning came sooner than I thought. I groaned, the urge to go back to sleep was nagging at my side. But my Mom's voice became clear from downstairs. "Rachel, get ready. You're going to be late for your first day." Oh right, school. How could I forget? I was dreading it all weekend. I'm almost finish packing but I'm not sure Mom is.

I dragged myself out of bed and went to my closet. I grabbed my planned-out outfit and walked to the bathroom. I showered and washed my hair, followed by blow-drying it. I changed into a turquoise sweater jacket, a white t-shirt, blue jeans and turquoise flats. I only put on some blush, black eye liner, and lip gloss. I added some small hoop earrings and a matching necklace.

I want to look my best for my first day after all. "Rachel!" I unplugged my phone from its charger and I hurried downstairs and went into the kitchen.

Mom already set up my plate with pancakes and juice. She wore a black coat jacket, a dark magenta blouse, jeans and black healed boots. Her hair was in a loose bun. She has enough makeup to pass her as one of NY's residents: clean-cut but desirable. I sat down and covered it with syrup and butter before I chowed down. Mom poured herself some coffee, nothing else. She never ate as much as I did. Back when Dad was alive, he ate as much as me, and so did she. I guess we were like the Three Little Piggies from our eating craves. "So, are you all set?"

"Yep. Too bad I don't have a car of my very own to drive to school..._on my own._" I hinted at those last words.

"Nice try, but you'll have to do better than that." I groaned.

"Mom, seriously, when can I have my own car? I mean, I'm sixteen, not five! I have the same rights as every other teen in America!"

"True but, you're not like every other teen. You're special. And by special, I mean your so very talented."

"Yeah but...I can't show off my gift since it has to be kept a secret."

"Exactly."

"But Dad always told me to be proud of my gift, not to hide it away." Mom frowned but she tried to smile, brushing my hair.

"I know. I'm proud too. I always have been...and I always will. He is too. But it's for the best we keep it hidden." She hugged me and kissed my forehead. She looked at her clock on the wall across from her. "You better finish up. We leave in five minutes." She got up, finished her coffee, and walked to the foyer to grab her purse. I finished up and put my plate in the sink, grabbed my neon blue book-bag and ran out the open door, Mom closing it behind her before locking it.

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><p>Our silver Ford was parked in front of the school as students walked around, mingling and in different groups. And their attire spoke NY as preppy, glamorous, and casual as it gets. Bottom line: I didn't stand a chance!<p>

"You'll be fine." I strained a smile and she hugged me, patting my back, and pulling back. "Now, if anything happens, _anything at all_, call me immediately." I nodded, tugging my bag on my back. "I will. I love you." We hugged again. "I love you too. Now, have a good time." I got out and asked, "What are you going to do?"

"Um, first day on the job, busy as it should be. Other than that, a few errands. You better get going." I nodded and shut the door. I waved at her as the Ford drove away, blending in to the busy streets. I turned on my heals to view my new school: Mid-Town High. It wasn't as fancy or preppy as I expected it to be, but I wasn't complaining. It looked similar to my old school. I made my way to the double door entrance.

When I walked in, all eyes were on me. Being the new kid wasn't exactly peaches and cream. I bit my lip and tried to move past them, keeping my eyes down as I walked down the hallway. I had to get my schedule from the main office. And I have no idea where it is. Problem.

"Hey gorgeous?" I turned around to see a tall jock in a football jacket, spiky blonde hair and blue eyes, hunger lurking in them. "You lost?"

I grew nervous under his stare. "Um, yeah, kind of. But, I'm fine-".

"No, let me help you. I'm Flash, Flash Thompson, all-star quarterback."

"Um...good to know. I'm Rachel."

"Oh yeah, sure. I mean, who wouldn't notice you? After you, you have such a nice figure." Excuse me?

"Um, sorry?" He smirked, smugly, and wrapped his strong arm around me and pulling me to his side. "You're so..._curvy_...not to mention good-looking. I mean, you're perfect."

"Um, thanks? Now, I have to go to the office and-".

"You want to make out?" What did he just say?!

"What?! Ew! No!"

"Come on! Just one kiss?"

"No!" I struggled pulling away but he grabbed me by the waist. Is he trying to harass me or something? If he is, then I'm doomed.

"Struggling only makes me want you more." His breath scorched up the back of my neck and ear, making me squirm.

"Let me go, you creep!"

"Aw, come on baby. Don't leave me hanging." I'm no one's baby!

So much for making a good start on my first day in NYC, on my first day back in school. And now, this creep won't leave me alone. I couldn't use my _gift_ or else Mom would find out and ground me for life. What do I do?

"Hey Flash. Leave the girl alone." Both our heads looked up to see a guy around my age, maybe older. He looks preppy, with an olive green collared shirt and black pants, with short brown groomed hair and blue eyes. And he didn't look happy. "I said leave her alone, Flash."

"Oh yeah? Make me, Osborn." Osborn smirked, confidently, and that's when he pointed at what's behind us. A strong hand pulled me away from Flash's arm and he was grabbed by his collar by someone in a business suit. He has very short brown hair, shaved, and blue eyes, mad as we all are.

Flash gulped nervously, stuttering, "P-P-P-Principal Coulson."

"Mr. Thompson, please come with me to my office."

"Y-Y-Y-Yes sir." He hung his head low as he dragged the creep away. Good riddance. Osborn walked over to me. "Are you okay?" I nodded and grinned, "Yeah, thanks to you."

"Sorry about Flash. He's just-".

"A big-time creep who hits on newbie passers?"

"I was going to say a woman-hitter but, yours works too." We both laughed. "By the way, I'm Harry, Harry Osborn." He held out his hand for me. I smiled and shook it.

"I'm Rachel, Rachel Jackson."

"So, I take it that you're new around here?"

"Yeah. Me and my mom moved here Saturday. I've been dreading this all weekend. Now, I have a reason why to."

"Eh, Flash is just a jerk like that, that's all. Besides, there are good people here who aren't him, like-".

That's when another voice spoke out from behind me.

"Harry, has Mr. Macho left the building already?"

Harry Osborn, smirked back over my shoulder, "If he did, we'd be hearing his complaining throughout the whole school. But he is in Principal Coulson's office as we planned. What took you so long, by the way? I'd thought you wouldn't get him here on time."

"Well, you know me. I like to take my time on things."

"Yeah, science projects and hard formulas, maybe. But when it comes to Flash, you like to hit him where it hurts. Or in this case: his reputation. Oh, by the way, this is Rachel Jackson. Rachel, this is my best friend, Peter Parker." I turned to say hi to him when suddenly, I stopped. My mouth was in an "O" shape and my eyes balled at what they're seeing.

Peter Parker looks to be around my age, or a little bit older, but he still has a tall stature. I'm short by 5 ft 6, and he's owning a few more on me, maybe 5 ft 8 to 9. He has short brown hair with bangs coming down the sides of his face, framing it well. He wore a blue collared shirt button free with a white under-shirt below, his muscles showing through them, paired with jeans and sneakers. But what stood out the most are his eyes, so blue yet so soft the way he looked at me, not to mention his lips, so pulp that they may feel velvet-like if I touch them.

Bottom line: He's cute, _very _cute.

"Hey, nice to meet you, Rachel." His hand raised up to me but I was still staring at him, trying to process what just happened. When I saw his hand, I snapped back into reality and shook it. "Uh-y-yeah, it's nice to me-meet you t-too." Oh man, I'm already stuttering! Plus, my hands are feeling sweaty.

"So, you're new around here, aren't you?" I nodded. "Well, then that means you haven't got your schedule yet. Hey, why don't we take you to the office ourselves? We can also give you a tour of the school while we're at it," Peter said, smiling.

"Uh, I'd really appreciate it." I hugged my bag closer to me.

"Uh, hate to break the news Pete but, I promised MJ I'd help her with her article. It's due by the end of the week."

"Oh, okay. Say hi to her for me, will you?"

"I will. See you later, Peter. It was nice to meet you, Rachel." Harry ran down the hallway, waving bye to us both, leaving me alone with Peter.

"So, I guess it's just you and me, then." I blushed pink and mustered a smile, my stomach doing flips while doing so.

"It would appear so. Lead the way, Parker." Peter smirked at me, not like how Flash did, but more...playful.

"Right this way, Jackson." He led me down the hallway, our bags in tow, and I blushed deeper without him noticing. But what I didn't notice is that he's blushing too. This day is turning out better than I thought it would. I wonder how Mom's first day is going?

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><p>(Jenny's P.O.V.)<p>

I parked outside the coffee shop and made my way inside, feeling immediate warmth apart from the chilly air outside. Only a few people were here, drinking and chatting, not a busy Monday morning like I thought it would. I made my way to the counter and ordered an espresso. My drink from the ride here ran out and I need more if I want to make it through the day without breaking.

I adjusted my brown-rimmed glasses and blew on a loose strand of hair in my face. My hair, loose and wavy, when I should have kept it in a bun. As I waited for my drink, I leaned on the counter, my hands rummaging through my purse. I pull out my phone to check the time. 8:20 AM. School should be starting by now. I just hope Rachel's first day turns out all right...or else I may just lose it here. But I'll try my best and keep it cool, for her sake, and maybe mine.

I also hoped my glasses stay on my face. I looked at the glass case to see brown eyes, not pink. That means it's working...thank God.

The bell ringed as the door opened, hitting my back with the chills. I hugged my jacket closer to give me warmth when something else did. Or rather, someone else, as they were right next to me.

"Well, hello beautiful." I turned to be face to face with a charming yet dangerous smirk. Oh great, my first day in the Big Apple and already I'm being hit on.

"Why, hello yourself." I turned away just in time to get my drink when the counter girl saw him. She started swooning over him as he made his order, smirking his ass off just to get it for free, no doubt. "I'll have whatever she's having." His voice, slick yet smooth, motioned more to me than her. "Right away, Mr. Stark."

Stark? As in Tony Stark? The owner of Stark Industries? Oh my God. I'm officially doomed. Yes, back home, we had a TV and on the news, we always heard the name Stark spoken one too many times. And with his social life plus his hero life, his name itself brings nothing but trouble.

"Thank you." He winked at her and she sighed dreamy-like, fluttering her eyes at him, making me want to gag.

I rolled my eyes, groaning and making my way to sit down, far enough from him, to get a view of the busy city. But then, he sat down across from me. I pretend to ignore him and drink my espresso while it's still hot. But I can sense that he's staring at me, very intently, and it's making me feel uncomfortable. But I won't let him see it.

"So, beautiful, care to give me the pleasure of knowing your name?"

"Hmm, let me think about it." I show a fake thinking-face and hum to myself. "Uh...no."

"Oh, I see. You're the beautiful yet mysterious type."

"No, I'm the I'll hurt you if you don't stop pestering me type." And believe me, I'm a close second to going off.

"So, you're not weak, rather feisty. I like that," he added lowly, with a smirk that's shark-like. Think about it: Take away the T and put a H there, you get Shark. Simple. And yet, my stomach started making knots and...is it getting hotter in here or is it just me?

"Okay," I dragged the word out, "Um...so, am I suppose to fall for you charms? 'Cause if so, then it's not working."

He leaned back and drunk his espresso, but his eyes never left mine. "Well then, that's a problem." I raise my brow at him, "Oh, how is that?"

"It means I don't get you." I almost choked on my espresso, holding back from spitting it out on him. My eyes ball up to his, and then I notice his appearance.

He has short brown hair that looks like he just got out of bed, all messy but he made it look just right. He wore a long-sleeved grey shirt, tight faded jeans, sneakers, and a tight black jacket. I could see a circle of light coming out of his shirt, his arc reactor of course, and I do know about that. He has a goatee, dark compared to his tan skin. Then, it came to his eyes. Brown they are, with a hint of shine to them, deep and rich, just like he is.

Overall, he is handsome, _dangerously _handsome, since he's Tony Stark after all. I gulped down the hot beverage, all thought about his striking features that still leave me perplexed and so warm all of a sudden, and breathing in relief.

"What is that suppose to mean?"

He smirked again but he remain silent, drinking and not looking at me. "Oh, _now_ you're being quiet." He looked like he was trying to keep himself from laughing, but he was still grinning like a fool. I shook my head and went to finish drinking when a few fans of his came in and asked for his autograph, taking pics and filming it. Good grief!

I just finished my drink and I crushed it, throwing it in the bin beside the table. I grabbed my bag, signing off to Mr. Stark himself, and walked out of that joint. But I heard some rustling behind me as I left and I just made it to the Ford when I heard footsteps, loud and close, coming behind me.

"Hey beautiful! Wait up, will ya?!" What does he want now? I turned back, crossing my arms as he halted before me, skittering across the pavement. "What do you want, Stark?" He looked up and grinned like he won. "Oh, so you _do _know who I am." I grinned back, with more enjoyment than him, and said, "Yeah. I may not be a tech-lo-maniac like you, but I don't live under a rock."

"Good to know. Now, I've been meaning to ask you something." What could he possibly want from me? "Do you want a job?" Is he serious? I asked him myself. He nodded, explaining the reason, "You see, my former personal assistant had to take a leave for the Stark Industries in Malibu so that leaves a spot open." I arched my brow up, "But why ask me?"

"Because I had J.A.R.V.I.S. look up your files." J.A.R.V.I.S? Who is that?

"He's my A.I., programmed him myself. Anyway, your files look squeaky clean enough. So, how about it, Miss Jackson?" I'm surprised he knows my name, well he did look me up, but how did he find the time to do it so fast? Especially since we just met and all.

"As much as I would like to, I can't. I have...other means of careers right now." He looked disappointed, in his face, but he put on a charming smile. It made me melt. I hate how he's making me feel. I shouldn't feel a thing for him, him of all people, and he is a playboy...

"Well, if you change your mind, here's my card."

He pulled out one and took my hand in his, placing it in my palm. His hand is big, calloused and rough, but it has a side of softness to it. His touch sent lightning up my arm, shocking me to the point where I may melt into a puddle. What is happening to me?

He leaned in to me and his warm breath hit my cheek, making it turn crimson red.

"Until we meet again...Jenny."

He winked at me and his hand left mine, as well as him, and he walked down the sidewalk the opposite way. I'm not surprised that his fans were running after him. The life of a celeb is a lot to handle. But not for him, obviously.

The wind blew in my hair, leaving me both hot and cold at the same time. Okay, what the heck just happened? One minute, I was cool and collected, ready to take on NY like a breeze. And then, Mr. High and Mighty comes in and makes me want to drool over him like a baby, just like everyone around here does since he's a big-time celebrity and hero. If he thinks I'll agree to take the job, that Stark's got another thing coming!

Still, I looked at the card that has the company logo etched on it with a phone number. I held on to it, just in case.

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><p>After driving for a few minutes longer, I made it to my destination. I parked outside the building.<p>

"I sure hope I know what I'm doing." I said to myself. Well, here goes. I walk up the stone steps, past the stone winged gargoyles, and knocked on the double doors. That's when they opened by themselves. Okay, I'll have to get use to it. I walked in and saw the decor: fanged-lions, knight armor, and other strange trinkets. After all, that is who he is.

"I would have expected some sort of welcome."

"Well, pardon me, my dear."

I gasped when purple smoke swirled around me. It glittered, the dust spewing out in my face almost hitting my eyes. The funnel disappeared just as it arrived before me, revealing a well-dressed man. He has black hair longer than Tony's reaching his shoulder, a black pointy beard, and he wears a white-long shirt with a high collar, a red vest with gold lining, a gold chain going into his pocket, black sleek pants with matching shoes, and he has golden rings on his fingers, plus pierced ears.

"It's been a long time, old friend." His grey eyes looked past my glasses, a glamour charm, and the brown eyes to my pink ones. He smiled, as did I, and he embraced me. I returned it, with much gratitude that he's here. "It's been too long, Jenny."

And it has. Stephen, Ethan and I were good friends back in the day, before Jenny was born. Even after, we always kept in touch. But when Ethan died, I couldn't bring myself to contact him, not when Ethan told me not to. It was to cut off our links to anything associated with our old lives, with who we were...and still are, for our safety.

"I know. And I'm sorry, Stephen. But I had to keep us hidden, just like Ethan told me to. I knew I had to come to you, but I had to make sure Rachel was taken care of, first and fore-most."

"I understand. Now, what is it that you need?" I took my glasses off, the brown color evaporating and replaced with pink hues taking its' place. The black shadows rimming them, with the scar crossing through them both, dark as ink, luckily it hasn't made me blind. It plagued me barely on the surface. But beneath the surface, it cursed me from within.

"I need a cure for this." He smirked, well-obliged to help.

"Dr. Strange, at your service."

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><p><strong>So, Rachel has met Peter, Harry and Flash, things got a bit rocky but all is well.<strong>

**And Jenny has met THE Tony Stark (faints at the mention of his name) and Dr. Strange appeared in this one as well.**

**So, what will happen next? Now, I tried my very best to bring out these characters so I may be kind of rusty with this. So, please forgive me and let me know if this is going well!**

** Leave me reviews (I expect at least three since I only got one from the last one, which was the prologue, but one is better than none I guess), and any suggestions or advice could help. AT LEAST THREE REVIEWS, MORE WILL DO TOO! Just review or PM me if you like on those suggestions that I'll have to work out with, and have a great Happy New Year! 2015!**

**Until then, bye guys! ;)**


	3. Chapter 3: End Results

**Hey guys! Now, 5 reviews + 3 favorites + 2 follows = NEW CHAPTER!**

**(I think there's a problem with this one not coming up like it's suppose to so it might be glitchy. Sorry)**

**So, I do NOT own Ultimate Spider-Man at all. I only own the plot and my OCs' so please enjoy! :D**

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><p><span>Chapter 3: End Results<span>

(Rachel's P.O.V)

RING! RING!

The cafeteria starts overflowing with students, lining up to get food to sitting down in their own groups. Typical high school life. Peter leads me to a table where there are four teens are sitting. "Hey guys! This is Rachel Jackson, a newbie transfer. Rachel, these are my friends: Luke Cage, Danny Rand, Ava Ayala, and Sam Alexander."

Luke has brown skin with thick black eyebrows and brown eyes. He has shaved black hair, and he's wearing a yellow jacket with a black undershirt peaking out, faded blue jeans and sneakers. And, he is _so _buff! And I'm not complaining.

Danny has pale skin and blonde hair with his locks above his shoulders, thick blonde eyebrows and green eyes. He's wearing a dark turquoise shirt with a brown sash tied around his waist, tan jeans and sandals, plus a pendant around his neck. And judging by how tight his shirt is, my guess is that he works out a lot too.

Ava has dark tan skin and long straight brown hair that reaches her chest, skinny brown eyebrows and brown eyes. She's wearing an olive green dress with a black belt and golden circle buckle around her slim figure, a long-sleeved beige shirt under it, and flats. I think she's pretty, overall.

Sam has tan skin and short yet bristly black hair at the top, with thick black eyebrows and blueish-green eyes...kind of reminds me of Dad's eyes...Anyway, he's wearing a blue shirt with a yellow lining V-neck, with a white long-sleeved undershirt, gray jeans and sneakers. His big arms flexing in it means he works out too, good to know.

I grinned and waved hi to them, "It's nice to meet you all."

Ava grinned back at me, "Same here. Hope that Parker here didn't bore you to death with his jokes."

"Yeah. From a scale on 1 to 10, I give it a -2," Sam joked around, making Peter narrow his eyes at him. I didn't know Peter's a comedic.

"Actually, Peter was just showing me around the school after we got my schedule. It turns out that we have some of the same classes together. Did you know that he's the top student with a high IQ, in Math and-".

"In Science. How can we forget? He keeps reminding us every day," Luke complained.

"Not to mention, his head gets bigger every time. Haven't you notice? I mean, look at him! It's already growing again!" Sam joked again, pointing and poking at Peter's head, while he tried pushing his hands away. "Sam! Cut it out! I'm serious!" The rest of them laughed while I sat down next to Ava, giggling. Peter got more annoyed before he chased Sam around the table, and Sam kept joking about his head size.

Well, in my opinion, I think Peter's head size is just right. I gazed more at Peter as he chased Sam, and the more determination gleamed in his deep blue eyes, the more interested I got.

"Okay, you two! That's enough of that!" As they got to our side of the table, Ava grabbed them both by their collars, "Now, sit down!" She plopped them down between us. That's when Peter's arm brushes up against mine. It sent a spark up my whole arm.

"Anyway, I was thinking maybe after school, we could all hang out at the skate park."

"I say, let's do it! What else is there?" Luke said.

"Um, we could study, like we're suppose to." Ava argued.

"Um, or you can try to relax, like teens are suppose to." Sam argued back, making Ava want to slap the smirk off his face.

"Ah, the time to calm our nerves, would be best suited for us, tiger." They all looked at Danny, the wise one of the group, looking at him strangely from what he just said. I got confused at why it made them react like this. So I spoke up.

"Uh, I think that's a great idea, Peter!" He turned to face me and smiled appreciated.

"You can come too, if you want." Hmm, an afternoon to hang out with Peter, a perfect chance to get to know him more, sounds perfect.

"Really? Um well-". A new voice interrupted me.

"Live from Mid-Town High, where the food is bland and the messes are off the charts, this is Mary Jane Watson, and I have the scoop." I turned to be faced with a camera in my face. "Excuse me, miss? What is your take on the school banning healthy snacks from the vending machines to replace them with junk food?"

"Um...well I...they have vending machines here?" The camera lowered down to reveal a red-haired teen girl using it. Harry was behind her as she spoke, "It appears we haven't gotten anything juicy yet. So, Peter Parker, what do you think about the topic at hand?" Her camera aimed at Peter, who smirked.

"Uh, MJ, no offense but I think it's going to take more than healthy snacks to buff up your body strength," he argued. "So, how's that article coming along?"

"Eh, I'm almost done. I just need one more idea to bring it all together before I present it. Don't worry, though, I'm sure I'll get something," she spoke confidently. She has green eyes, a black jacket over a pink zipper jacket and white undershirt, jeans and flats. She noticed me and smiled, shaking my hand, "Oh, you must be Rachel. Harry told me about you. Welcome to Mid-Town High. I'm Mary Jane Watson, but my friends call me MJ."

"It's nice to meet you, MJ. I can't wait to see your video."

"You'll love it. I always give 1000% when I put my head to something." Peter muttered in my ear, "Trust me, she does." She walked away and waved bye to us, "Wish me luck! Come on, Harry. I can smell an idea coming!" Harry waved bye to us and followed her. "Hey you! Yeah, I'm talking to ya!" I saw her chasing someone with a nervous look on Harry's face.

Oh boy.

"You have quite a batch of friends, Parker." He grinned and rested his cheek in his hand, his arm supporting it on the table. "Oh, you have _no idea_."

"So, Rachel, we heard you got hit on by Flash Thompson." Ava said. I cringed at the mention of _his _name. "Uh...yeah...that is until Peter and Harry saved me back there." I glanced at him to see his cheeks pink. "Oh, it was just helping a newbie out." I thumped him and he chuckled. "Okay, okay, helping a _friend _out."

Peter took a swing at Danny's water bottle when Luke asked.

"So Parker, is she your girlfriend?" My eyes ball out as my brain explodes.

His WHAT?!

Peter's eyes are beach balls and he spits out the water, almost hitting Danny and choking. Ava beat up his back, helping him calm down and breath right. When he's done, his cheeks were flushed. So are mine. But I avoided eye contact as he practically yelled at Luke. "NO! She-I-uh-WE JUST MET, DUDE!"

"That wasn't a no." Luke tease him, smirking and Peter groaned, face-palming himself.

Sam leaned across him to whisper in my ear, "He's single, just so you know." I blush fiercely and shove him back, Ava helping me and smacking his arm.

"Soooo...who wants my sandwich? It's tuna melt," Danny asked. Peter snatched it and gobbled it up, his mouth stuffed, stressed as it is. He tried to give me an apologetic smile, and it made me giggle at how his face looked. That counts as an apology in my book.

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><p>RING! RING!<p>

I walk out with the others as the bell rings.

That means school is over for the day. Everyone's running out, glad that no more lectures and gross lunches were done for now. So am I. Peter and his friends started walking down the sidewalk to where the skate park is. I wouldn't know since I haven't seen that much of NY yet. Peter noticed I wasn't walking beside him, he stopped and looked back to see me in the entrance. "Rachel? Aren't you coming?"

"Yeah, about that, I tried telling you before but...my Mom is suppose to pick me up after school." He looks kind of disappointed. "Oh. Well, maybe you can call and tell her that you want to hang out with us." Oh boy. He doesn't know how my Mom is.

"See, I would, but...you do_ not _know my Mom. She's kind of-no-_really overprotective _of me. If she thinks that I want to hang out with you guys, more like _other guys, _then she'll act all ballistic!" Peter grinned, not buying it.

"Oh, I doubt that!" I raised my brows at him, crossing my arms, giving him a dead serious look.

"Uh, don't cause, you're going to regret it." He stopped grinning but he looks serious too, with a hint of nervousness. "Come on, she can't be _that _bad!"

I challenged him to that, "Oh no?" I pulled my phone out of my purse and dialed her number. Then I shoved it up his face and he snatched it away, glaring while I smirked. "You're not scaring me." I smirked more as his fingers were trembling. "No way, I'm calm, cool, and collect-" That's when her voice broke out, and Peter began sweating.

"_This is Jenny Jackson._"

His voice whined out and I bit back my laughter. "Uh-uh-uh-I-I-I-I-I-I-Uh-Hi?!"

"_I am unavailable at the moment. Please leave a message and I'll get right back to you._"

Every time I was at school, both my parents were too busy to answer my calls, especially Mom.

He froze. I couldn't hold it in any more. I laughed like a lunatic and the others walked over to us to see Peter's perplexed face. His eyes were balling out and his mouth looks like an actual cave. The five of us broke out laughing and Peter shook his head, regaining yet another pissed glare. I wiped away my tears but I kept giggling. He still looked mad. "Aw, come on, Parker. Lighten up."

"Or at least brighten up. Now, come on, we have some skateboarding to do!" Luke cleared his amused voice and walked away, Danny and Ava in tow as they wiped their tears away from all the laughing.

Sam thumped my arm and smiled wickedly, "You, my friend, are in the group! Anyone that can scare Parker that much more than me deserves to be in. Am I right? Of course I am! What do you guys think?! Hello, genius here! Hey people!"

Peter still glared at me and I started feeling guilty for doing that. "Look Peter, I'm sorry. But just be glad that my Mom never picks up the phone when school is active. I don't know why she told me to call her when she never answers her-WHOA!" My flat stepped into a crack and bent it, making me fall down fast.

"WHOA THERE! I GOT YA!" Peter caught me in his arms, and boy, are they buff! I mean, not like Luke's buff, but there is definition in them, as they trapped me and my small waist. My arms wrapped around his neck, my body up against his, as he tried to support me to stand up. I did, yet as I did, I could feel my stomach twisting and my hands were being sweating again. And when I looked up, my eyes looked into his, and his smile made me want to melt like butter.

"Okay, here, there you go." He helped me to my feet. But his arms never left me. And I actually _like it._

"Thanks..." We exchange smiles. We pull back our arms and things start to get warm out here. My mind's made up.

"I guess I can hang out for a few minutes." That was all he needed to hear before he pulled my arm, us running after the others, excitement rushing through my veins.

So, me and Peter are friends. But from all that happened today, are we just friends, good friends, or _more than friends_? Not that last part but...maybe we'll get there...but why do I want us to get there? Maybe because of how I feel about him? I just met him today and already I feel strange... but strange in a _good way_.

I just hope Mom doesn't get too mad when she finds out I'm not here.

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><p>(Jenny's P.O.V.)<p>

"So, can you cure it?"

Stephen, aka Dr. Strange, examined the scar, black and deep running through my eyes over my nose, the scar I was cursed with...six years ago...

"I'm not sure. But I'll try."

Yet, after trying every remedy spell and trick in all the books he has, he couldn't fix it. His forehead sweated, his energy drained from all the spell-casting, and I cleaned it up with a cloth towel. "Let me try one more thing." He pulled out a familiar golden disc when the eye appeared. "Eye of Agamoto, cleanse this maiden of the scar of darkness!"

The Eye of Agamoto glowed purple before it cast its light on me. I began to burn up on the inside as my face felt like the skin was being ripped off. I clenched my seat's arms and gritted my teeth, letting the magic happen.

I heard something ringing, coming from my purse. It must be Rachel.

But then, it died down as the light drew back, as well as the Eye. Stephen took it and watched it close, a look of dread on his face.

My frown matched his. "I...I'm sorry Jenny...but I'm afraid that..." I finished it. "That I'm stuck with this?" He nodded, ashamed of himself.

"Even with the Eye of Agamoto, I cannot get rid of it. Whoever did this to you know magic, _very dark_ and _very powerful _magic. When did you start having it?" I gulped. "Six years ago...the night Ethan was..._murdered_."

"I see. In that case, even if I have tried every spell, herb, and incantation I know, I will try and find another way to cure you." I smiled back, gratefully, "Okay."

"Until then, you must remain in Manhattan, and keep an eye on Rachel." And speaking of her, I grabbed my purse and took out my phone. "Oh, I'm sure she's fine, for now I hope..."

"Have faith in her, Jenny. I do...and Ethan does too."

I smiled sadly and look back at the Sorcerer Supreme. "I know you both do...even though he's gone...he still looks out for her..." He held my shoulder and gives it a soft squeeze, smiling the same way, "As you do too." I couldn't resist. I hug him and kiss his cheek, burying my face in his neck. He hugs back and rubs my back, comforting me as I try to hold back the tears...

"Come by soon, and bring Rachel along next time. It'd be nice to see how tall she's gotten," Stephen smirked.

"Only by a few inches but...I don't see why not." I smirked back. "And Stephen? Thank you." He replied back, "You're welcome."

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><p>Rachel scurried upstairs and I groaned, dropping to the couch. After my visit with Dr. Strange, I hurried to the school to get Rachel. When she got in the Ford, she looked both happy yet tired. Her face was sweating for some reason... I decided not to think about it, not now at least, and to try to relax.<p>

However, I forgot one very important thing...I am still _jobless_. UGH!

I completely forgot to get one. I told Rachel I'd be starting work today. What do I tell her? What do I do? Something poked my side, in my jacket. I felt it and I recognized it as a card..._his _card...oh great!

I sighed, pacing back and forth, as the card pressed against my palm. I'm starting to have doubts. Should I do it? Yes. No. Maybe. "UGH! Why is this so hard to do?" Why am I feeling so nervous over this?

Tony.

Ugh! Even his name spells disaster! But really, what is it about him that makes me feel so flustered? Well, he's arrogant, cocky, so full of himself, a playboy...these alone are enough proof why I shouldn't take the job offer. But then, how can I support Rachel and I?

I mean, there aren't that many job openings in NY that best suit me. Take garbage duty and street cleaner for example. Dirty trash and rancid smells are one thing, but polluting Mother Earth every day by lazy, uncaring people such as these here, that's where I draw the line!

And, the look of disappointment in Tony's eyes made me, I don't know, but feel..._guilty. _Plus, that charming smile of his made me flush still. And I don't know if that's a good thing.

I slowly pulled my phone out and looked at the card, the Stark Industries logo on it with the phone number, tempting me to do it. I try to resist but then I remember that I have no other option. I have to do something, and I promised Rachel that I would get a job when we moved here.

So, dreading for the worst, I pressed down buttons, the phone held to my ear, as I waited. The suspense is already killing me as it kept beeping. A woman's voice spoke out of it, "Stark Industries. Miss Blake, speaking." Well, at least it wasn't another one of Stark's one night catchers...

"Um yes. I need to speak with Mr. Stark. It's about the job offering." The sound of dread is evident.

"Name please?" I didn't want to give it to her. I _so do not. _But I did. "Jenny Jackson."

I told myself that I had no intention to take up on the offer. But, I need the money. We both do. "Please hold."

I tapped my foot on the floor as I took the boots off. My feet are killing me! That's what I get for wearing tight-closed shoes. I rubbed my left one as I balanced myself when the 'waiting song' ended, replaced with a slick yet snarky voice.

"And here I thought you weren't ever going to call me." I caught the teasing in his voice. It made my blood boil but I tried to simmer it down. "Looks like I was right." The heat spiked up when he said that.

"Right about what exactly?"

"That you got a thing for me."

Oh. No. He. Didn't.

"What?! No, I don't!"

"Oh yes, you do. You've taken an interest in my offer."

"But you don't know what my answer is."

"Doesn't matter. You want it. I can tell. It's in your voice..._desperation_." I hate to admit it, but he's right. Ugh! Why does he have to be so smart, a genius at that! I groaned softly before I pressed the phone closer to my ear and mouth, between my shoulder. "Alright fine! I-I guess there's no other option, is there?"

"Not unless you've been given another offer by someone who is less handsome, less charming, and not as powerful and lustful as me." It started again: the twisting knots in my stomach, the sudden change in heat, my heart beating faster...

"If I say yes to that, will you just keep on bugging me?" I could see him smirking his pain in the ass smirk.

"I'll come to your front door and talk to you about it myself...maybe over some dinner...and wine...just you and me..."

I felt the heat rising to my cheeks at his low yet smooth voice, imagining him speaking to my ear in person, his snarky smirk and curious eyes on me, alone as he gets closer to me-okay, that's enough of that!

"As much as I would love to slap you on that thought and hang up...I'll do it."

I paused when I added. "But I'm not doing it for you." I'm doing it for Rachel. I'm the only one that can support us both. And I see no other option.

"Fair enough. So, I expect you here by 8 AM, sharp. Bring that gorgeous body of yours..."

"Good-bye, Mr. Stark."

"See you tomorrow, Miss Jackson. Don't be late, 'cause if you are, well," he started chuckling, rather _darkly_, that can't be good, "you'll find out soon enough. Until then." He hung up, leaving me beet-red on the couch, mouth gaping and eyes balling. Thank God Rachel didn't get to see that. I got the job...but at what cost?

I have practically sold my soul to the Devil. But worse, NY's very own Devil.

Okay, it's official.

I am SO NOT going to survive this. Not. at. all.

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><p><strong>Thank you all again so much! You have know idea what this means to me!<strong>

**So, how do you think I did? I really did try my best. A lot has happened, with Rachel X Peter and Jenny X Tony. Opposites they are.**

**So, REVIEW/FAVORITE/FOLLOW this story, I want AT LEAST THREE REVIEWS OR MORE PLEASE, and I will see you guys soon! I think may have to put this story on hold for personal reasons...**

**Sorry about this glitch problem! I had to delete this 3 times and re-post it too! ARGH! Stupid glitch!**

** But Happy New Year! Bye guys! And thanks again, I love you all! ;)**


	4. NEWS UPDATE!

**NEWS UPDATE**

Hey guys. No, this isn't a new chapter. But I do have bad news. :(

For some stupid reason, Ch 3 does not appear at all in the Ultimate Spider-Man section, only Ch 1 and 2! The same goes for the review section!

So, unless you guys have a way for this to stop happening or unless it goes back to normal, I may either have to put this story on HIATUS or DELETE it all together, even though I SERIOUSLY DON'T WANT TO!

So, to all my followers and such, please help me out on this! I've deleted that chapter 4 TIMES AND UPLOAD IT 4 TIMES! I'M SICK AND TIRED OF IT!

So, we have like all week to fix this. Please help me guys, you're like my only hope. And I seriously want to do this story. :(

Just let me know if you can view Ch 3, from the story and the story sellection and see if the reviews for Ch 3 are there as well. I'll do the same just in case.

**Digilady99,**

**PaintedBunny,**

**furia-nocturna-21.07,**

**And all my Guest viewers, thank you all for reading my story, it really means a lot, so I'm not taking any chances. HELP ME!**


	5. Chapter 4: Feelings (Take One)

**Hey guys! To make up for what happened last time with Ch 3, this is for you! Hopefully, it'll work this time.**

**So, I do NOT own Ultimate Spider-Man at all. I only own the plot and my OCs' so please enjoy!**** :D**

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><p><span>Chapter 4. Feelings (Take One)<span>

(Rachel's P.O.V)

When Mom said she wanted to drop me off early, I didn't think she meant 30 minutes early.

It's 7:30 AM and the Ford parked outside the entrance. She did told me her new job starts at 8 AM sharp. I guess that would explain it. She did look like she was in a rush to get ready back at the house. Her hair was loose, her toothbrush was in her mouth and she was halfway with putting a blouse on.

It was pretty funny. But her serious glare meant I couldn't record the whole thing. Aw, no fair!

Anyway, as soon as Mom dropped me off, I looked around to see I'm not the only one here. Why, he's sitting on the steps of the entrance right now, reading a science book.

Yesterday afternoon was the best time I've had for so long, even if it only lasted a while. The boys were competing each other to see who was the best skateboarder. So far, they were all tied. That is, until Ava showed them all up by performing the most impossible stunts I've ever seen. They were all balling at her victorious face, me falling down laughing to death.

Even though she won, I enjoyed all of them, especially Peter. While he did his stunts, he looked like he was having fun. So was I, just by being there.

"Hey Peter!"

He jumped and looked startled, his face looking up to see me walking towards him. I guess he didn't expect me to get here so early, neither did I. "Oh, Rachel! I-I didn't know you would be here so early." His eyes were going from balling to normal, making me bit back a laugh. _He looks like a monkey, big eyes and all. He looks cute, funny-looking, but cute_, I thought.

"Neither did I. My Mom had to drop me off earlier because she starts work at 8 AM sharp. But, it's no big deal. So, why are you here so early?"

"Eh, since I'm always late getting up, I figured why not get up bright and early? So, I had to set up my alarm clock to 6:30."

"Whoa! I hope that idea worked out as planned." He shrugged his shoulders. "Oh, it did. Though Aunt May did look surprised to see me eating on the couch watching TV. She's usually the first one up." He scratched the back of his neck, sheepishly smiling thinking about it, and I giggled before I sat down next to him.

"So, why are you reading that?"

"Eh, science geek, remember? Everyone thinks so." What he said made me feel sad. Everyone at this school thinks that Peter Parker is a nerd, someone you can easily mess with because they all think he's weak and puny. _Well, not all of us think of you that way._

"Besides, it's better than reading an English book. Science is something I'm good at. English, not so much."

"Well, maybe I could tutor you. I love to read, and since my parents made me a book worm, English always came easy to me." His face lights up when I finish. "Really? You would do that?" I grinned and bobbed my head up. "Sure! Why not?"

He grinned back and said, "Okay! Deal!" We shook hands on it.

That is, until I felt a strong ZAP! I jumped back, letting go, startling him. "Are you okay?"

"I-I don't know. I think so." _Wow, that's never happened before_, I thought. When his hand touched mine, I could feel my whole hand tingling so much on the inside, and it ran up to my whole arm. It felt...pretty good. Weird, but good.

"Are you sure?" His concern eyes made me blush. I smiled sweetly at him.

"Yeah, I'm fine."

"Then why are you blushing?" Oh no, he noticed.

"Am I?"

"Yeah, you are." He smirked and I blushed even more. He laughed but he pushed it aside, helping me up. But that same ZAP coursed through my hand and arm, bringing butterflies into my stomach. I had a harder time letting go because Peter is so...warm. Just being close to him was enough but every time he held my hand, it made me want to melt. Does that sound cheesy?

It probably does.

* * *

><p>My hunches that Peter feels the same things I'm feeling, the knots in the stomach, butterflies, and others so to speak, was right.<p>

Like in science class, more like chemistry, we had to choose lab partners to do an experiment. I was very surprised when Peter asked me to be his partner. The lab type, not the _other more steady _type.

Anyway, we were mixing some chemicals together in our beaker, heating it to the right temperatures when Peter asked, "So, how are you doing here so far?"

"Oh, fine, thank you," I eyed how focused he was on the mixture, the liquid being blue as he stirred it. He was so concentrated on it, the goggles he wore still captured his eyes just right, so pristine and accurate, just like him, "Just _fine_."

When I lowered to meet his eye level on the other side of the beaker, I grinned and asked him, "Say? About what happened before, on the steps outside the school," he spoke next, "Yeah?"

"It was...well it's...did you...feel something?"

"Feel what exactly?"

"I don't know. Maybe...a spark perhaps?" His eyes widened and his cheeks showed a tint of pink in them.

"Uh...Uh...well I...uh you see...I think I-" That's when something sparked again. But this time, in the heater. ZAP!

I yelped and jumped back, almost falling in my seat just like Peter. Everyone, even the teacher, looked over at our table when the heater sent out tiny white sparks, sprouting out from underneath the beaker. Then, something else happened.

The liquid mixture started turning to a more lighter, yet softer shade. Something purple swirled in there, changing it to a pink shade.

Then, it puffed out some smoke, pink puffy smoke, that changed into a heart shape.

Weird, right? That's what I thought.

After class was over, Peter took me by the lockers to talk privately. "Okay, that was weird."

"Yeah, it was. So uh, what were you going to say before we were interrupted?" His cheeks went pink again.

"Huh? Oh-Oh that! Well I...I don't know for sure...I think...I did feel something...and you?" I could feel warmth on my face.

"I think so. But, it must be nothing."

"Y-Yeah, I guess. So, shall we get going?" We both smiled and I nodded. "Lets. By the way, my Mom said she was going to be done with work by 9. Do you think I could stay at your place until she picks me up?"

His face light up. "Uh, sure! I bet Aunt May would be thrilled to meet you. Actually, she's always thrilled when people come over, especially those _I _bring home." I raised my brows at that. "Uh, I mean friends, just friends of mine."

"That's more like it. Thanks Peter."

"You're welcome." We walked side by side when he asked. "By the way, where does your Mom work?"

"Hmm, I'm not sure. Some big company or something. But I bet she's doing alright..."

* * *

><p>(Jenny's P.O.V)<p>

I parked the Ford into one of the few remaining parking spaces. The whole building complex was surrounded by cars. If this is the same amount of people that work here as the amount of cars, then boy, won't it be crowded? Probably.

I got through security and I was already registered into the system. Tony must have gotten all the paperwork and such done for me, maybe after I said yes to take the job offer.

So, I am officially Tony Stark's new personal assistant. What does that bode for me? Probably nothing good.

I looked in the glass walls to see how I look. My hair is in a one-sided ponytail over my left shoulder, with a white blouse under a black business jacket, black pants with black heels. Basic makeup and small earrings will do, along with my glasses. It's not like I'm going to a fashion show, especially if it's for Stark's enjoyment and his alone.

A woman around my height approached me. She has short deep cherry brown hair that was straight down to the tips. She wore a gray suit and matching heels. "Hello. You must be Miss Jackson. Welcome to Stark Industries. I am Miss Stacks, but everyone calls me Carly."

"It's nice to me you, Carly. You can call me Jenny if you like."

"Oh, there's no need for that. It would be too improper of me." Improper? Huh, I'd think that if you work for Tony Stark himself, he would only hire those that would be just like him. "Now, if you will follow me, please."

As we walked, Carly explained how the company works and how Stark Industries operates to build technology to help make the world a better and safer place. All around me were machines finished and still in progress like machines that could mimic your every moment, gloved metal hands that project holographic hands that can inflict physical damage, and other more advance weapons.

Honestly, if I wasn't such a Mother Earth lover, I would think this is all very impressive. I still am.

We arrived at one of the high floors that overlooked the entire working station, crammed with employees and their inventions, as well as scattered parts and paperwork. "And this, this is your office." She turned on the lights and I gaped.

My office doesn't have clean cut white or blue accents on it. It's more suited to my style...like a natural theme.

It has tan walls but a white tiled floor. It has a couch against the wall, with a rug underneath it and a view of the working stations. A filing cabinet is across from it with a few styled-themed artwork hung up over it. My desk has a Stark Industries computer, a phone, and a golden plaque with my name imprinted on it. Behind my desk chair is a window taking up the whole wall, giving me a balcony as well with a view of the evergreen side of NY as well as the city. I took a peak out to see it, it looks so beautiful from in here.

_I wonder if outside looks just as amazing...Tony sure knows how to impress a lady, _I thought.

"Do you like it?"

"Like it? I love it! Who did all of this, if I may ask?"

"Mr. Stark did. He had it all arranged since last night. It took forever to get it done before you arrived but we managed to finish." Wow! I don't know what to say, and to know that Tony did all of this for me is...well...surprising.

"Where is Mr. Stark, so to speak?"

"I'm afraid he's quite busy at the moment. He's looking over some new inventions his top employees have been working on for months before he gives his word to let them be in mass production."

"How long is that going to take?" She frowned, her forehead creasing.

"I'm afraid...a long time. But don't worry, I'm sure everything will be fine. Now, let's help you get started, shall we?"

* * *

><p>Hours of paperwork, phone calls, and coffee breaks sure do make you want to collapse and never get back up. I know I do.<p>

If this is what Tony's former assistant had to deal with, then I have got some big shoes to fill.

I haven't seen him all day and I wonder if I ever will get to see him. Maybe I will when I least expect it. He always knows how to make a big entrance.

It's almost 2 hours left before I can go and pick up Rachel. She called me around 3 to let me know where she was staying at. Apparently it's at someone' house by the name of Peter Parker. She told me all about him last night during dinner. From all the smiling and excited look in her eyes, my guess is that she likes him.

I remembered that same look when I realized I liked Ethan the same way when we were in college. She may remind me of him by her looks, but the way she acted like that at the mere mention of Peter's name, she reminded me of...well, me.

When I got back from my third break, I saw something new added to my office.

A bouquet of flowers stood in the middle of my new desk. I got curious.

_Hmm, I wonder who they're from? _I thought.

I walked over and found a card attached to the one in the middle. I pulled it out to find a red rose with the card tied around the stem with a red ribbon. I touched the petals softly, smiling at the beautiful flower. Roses are, without a doubt, my favorite type of flower. They spell romance. Ethan always had a tendency to give me flowers: on our wedding anniversaries, on dates, and sometimes for no reason at all.

I checked the card to read in printed writing "_I h__ope this makes up for my absence. I could tell that you're a green thumb, so I got you these. I bet roses are your favorite. Signed, T.S."_

Tony did this? I noticed there's something else below the message.

_"P.S. If this doesn't make your day, then turn around._"

What the- a warm and low voice spoke.

"So, I'm guessing from your smile that you like my gift?" I turned around to see him in person leaning against the door, smirking. He's in his snappy business suit, with his hands in his jacket's pockets. He may look charming, but he's still trying to get on with me.

Even if so, I still couldn't stop smiling, like it was glued to my face. "Eh, not bad, Stark. You're not as bad as I thought."

"Hey, you know, that kind of hurts, just a bit." I rolled my eyes when I brushed the rose.

"How did you know?" He walked over while my eyes looked down, not wanting to feel more just by looking into his eyes.

"It said in your files that you were in some garden club in high school up to college. It had to mean something, or you must really like flowers." I stifled a laugh and he smirked wider. "I do, ever since I was little. My mom, well, she got me into gardening. She even taught me herself."

_Okay, why am I talking about my past? And why is he smiling at me? _True to that, Tony is smiling, not smirking, but a real genuine smile. He leaned against the couch as I spoke. He looks interested in my story, so I continued a little bit more. "She always told me that I have a green thumb. But I see myself as more like an artist."

"Oh really?" I nodded and leaned against my desk. "Yes...it's another hobby of mine." I stole a peak at him and he's looking at his shoes. "I love to sketch, paint mostly."

"Well, maybe you can hang one of your masterpieces in here."

"Yeah, maybe." He's still looking down at his shoes. Either they're that pretty to look at or...

"I must be boring you now, aren't I?"

"Eh, more or less." I raised my brows at him and he chuckled. "But, it's better than having complaints hit you repeatedly in the chest...like taking a blow every minute...a pain in the ass if I do say so myself." I cringed.

"Rough day huh?" He chuckled again, only bitterly. "You have no idea," he muttered. I guess that being Tony Stark isn't that easy after all. I decide to change the subject.

"So, my day was also a pain." He dared me. "Oh, was it?"

"Uh-huh! Oh, which reminds me," I went behind my desk and grabbed my planner to check it. He walked to the other side while I announced the news, "You have an appointment scheduled for next week, as well as an interview the day after. And then the mayor wants to give you another key to the city for your arc reactor providing clean energy to the city, and then there's-".

His hand came on top of mine, stopping me mid sentence. I looked up to be inches from his face. His grin made me feel it again, the sudden warmth consuming. Our chat over the phone made me feel what I feel right now.

Enthralled.

All around me is nothing by heat, nerves lighting up, and his brown eyes, deep and flowing, made me buckle under his intense stare. If this is what he made all his one-night prizes feel, then I can't feel any of it, none.

I pull away from him, my hand being free from his, even if his touch feels like feathers tickling my sensitive skin.

"Uh...well, the rest is in here. Carly-I mean, Miss Stacks knows as well, you can ask her...too..."

I looked at the digital time on the monitor. It was almost 7:30 PM. Wow! Thirty minutes have passed, when it felt like forever. That's what time spent with Tony Stark feels for only a half-hour. I wonder how a full hour with him would bring?

"You're free to go early." What did he say?

"Excuse me?" He skimmed my planner's notes, grinning while he did.

"You look like you're ready to pass out any second now. That and your face is red," he smirked. Oh-man! Again with the blushing! Really?

"Um..uh...thank you, To-Mr. Stark." He grinned more and closed the planner, passing it to me. "Call me Tony."

"Thank you, Tony. For this office...and for the flowers." I picked up the bouquet and smelled them, "They're lovely."

"You'e welcome, Jenny." I took my purse and jacket, nodding at him, and walking away. "Um, you forgot something."

"If it's a good-bye kiss, then you sir are-" I stopped talking to see him picking up the rose. He raised his brow and smirked, amused. I smiled nervously at my flaw. "Oops! My mistake."

"Unlike me, I never miss a thing." I walked up to take it from him. That is, when my fingers brushed his lightly.

"Like how I didn't miss seeing you that day."

"I believe that was yesterday." He grinned, brushing his tips against mine, sending a jolt down my spine.

"You are correct." I gently pulled the rose out of his grip and smiled, thanking him before I made my way out. I could still feel his eyes on me.

But even as I walk out the building to the chill breezes of the night, my body gave off warmth, enough to make me feel so many things at once. All directed at Tony.

I still don't know what this means for me and him. We're only co-workers, boss and assistant, a king and his servant, nothing more but somehow I felt it was more less.

Whichever way it is, I doubt he's feeling the same things I feel. That is...if he can feel anything at all.

* * *

><p><strong>REVIEWFAVORITE/FOLLOW me and this story, I need to know your thoughts!**

**Also, let me know if you want to see some action or specific romance, whatever that feels right to happen in this story.**

**I think this story may go on hold because of school, Cyber Chase, and etc.**

**Take Two will happen soon, I just don't know when. XD**

**Until next time, bye guys! ;)**


	6. NEWS UPDATE 2!

**NEWS UPDATE 2**

Now, thank you guys so much for viewing this story. It means the world to me.

But, I want to finish Cyber Chase this month, so until then, I have to put this story on hold.

I'm sorry guys but I want to get this over and done with.

But I promise, I'll be back on this as soon as I can.

So, REVIEW/FAVORITE/FOLLOW me and this story, please, and I will be back as soon as I can.

And check out Cyber Chase too, please!

Until then, bye guys! ;)


	7. Chapter 5: Awkward! (V-Day Gift!)

**Hey guys! Happy Valentine's Day! :D**

**Now, I know I said I wouldn't work on this story until Cyber Chase is done. But, since I've been holding out on you guys, and since it's V-Day, I figured this could be my gift to you. And . . . I missed working on this. So, tada!**

**I do NOT own Ultimate Spider-Man at all. I only own the plot and my OC's so please enjoy! :D**

* * *

><p><span>Ch 5. Awkward! (V-Day Gift!)<span>

(Rachel's P.O.V)

I've never been in this part of NY before, seeing as how I don't get the chance to get out much. Harry dropped us off after we hit the park for some skateboarding and hitting the bookstore. When I saw Peter's house coming up on the street, I liked it. It was a two-story house coated in dark grayish-blue, the bushes and grass were trimmed, and the windows never shined brighter. Harry's limo drove away just as quickly as when we were leaving the bookstore getting some supplies for English class.

Peter led me up to the front door and he was about to open it when he stopped. "Hang on."

"What's wrong?"

"Uh, it's my Aunt May. She's uh . . . very eccentric when it comes to visitors. Especially if those visitors happen to be people I know . . . like friends."

"Ah! And you don't want her to embarrass you and stuff."

"I incredibly don't want her to," he rubbed the back of his neck awkwardly, smiling nervously. I touched his arm and gave him a reassuring look. "Peter, don't worry. It'll be fine. Besides, how bad could it possibly be?"

"I really wished you wouldn't have said that."

He opened the door and I walked in for only a few seconds when a loud, cheery voice broke the silence. "OH MY GOODNESS! PETER'S BROUGHT HOME A GIRL!" I was tackled into a big bear hug by Aunt May herself.

"Aunt May!"

She stifled a laugh and let me go, letting me breathe again. "Oops! I'm so sorry sweetie. It's just that it's been a while since you've brought someone here." A while, huh? I smiled at her and she looked younger than I thought she would be.

Her white snowy hair came above her shoulders with fair skin with some lines showing meaning that she is aging, but her curvy figure and vibrant blue eyes (just like Peter's charming ones) made her blue casual suit and black heels pop! She's still got it!

"Hi! I'm Peter's aunt, and you're?"

"Rachel, Rachel Jackson. It's nice to meet you, Miss Parker."

"Oh, Miss Parker is too formal. Please, call me May."

"Okay. By the way, you two have a lovely home."

"Why, thank you! Peter, I like her already. Plus, she's pretty," Aunt May added, winking at him. Peter blushed pink and I covered my mouth, containing my giggles.

"Aunt May!"

"Sorry, sorry! I'm only kidding." Peter frowned, kind of mad still.

"Well, anyway, Rachel needed someplace to crash while her mom's at work. She's working late. I hope that's okay."

"Oh, of course! Our home is always welcomed to guests, especially friends of Peter." I smiled at her, "Thanks, Aunt May."

"So, I'm guessing you two will be studying . . . working on homework . . . _alone . . ._"

"Aunt May!"

"I'm just asking, sweet heart. You sure you don't need anything? Snacks? Refreshments? Some extra company?"

"Nope!"

"So, you want to be alone, then?"

"Good-bye, Aunt May!"

Peter led me upstairs quickly and into his room before he was barged with more questions. That gave me time to fully see his bedroom. It has posters of science on the walls, science books, textbooks, and more on theories and formulas in his bookcase, not to mention an old chemistry set on his desktop table, along with his laptop and tossed around papers. His floor got covered with more papers, pencils and pens, and his bed wasn't made since his blue comforter was strewn over it.

"Sorry about my room. I wasn't expecting to have a guest here." He sheepishly smiled, rubbing the back of his neck. I grinned, saying, "It's cool. I would be the same." He grinned back and grabbed his backpack.

"So, I'm guessing we should start studying?"

"Lets."

* * *

><p>After studying for our upcoming tests, exams, and such the past hour, I was still admiring all of Peter's tech stuff that I just noticed when he noticed too. "You like?" I grinned, nodded and got off the bed we laid on, walking over to his test tubes, chemistry set, and certain small materials that are too techy. . . I was about to poke something blue and black and in a circular disc when Peter snatched it up.<p>

"Uh, don't touch that."

"Why? What is it?"

"It's nothing."

"Well then, what is this?" I picked up something red and blue, in the shape of a . . . spider?

"No, not that!" He snatched it, along with the other tech stuff, and carried them to one of his drawers, dumping them and closing it shut.

"Sorry." I felt like I just made a mistake intruding on something personal to him.

"No, it's not you. It's just . . . a hobby of mine. Making things, tweaking up a bit, that kind of thing."

"Oh . . ." I could tell he was hiding something, but I brushed it aside, for now at least. So, we continued studying for another hour, maybe two. And while we did, I noticed him staring at me on his side, his arm propped up and his cheek resting in his palm, slightly smiling. I blushed, trying my best not to smile goofy. "What?"

"Oh nothing . . . just . . . you look kind of cute when you're reading." I do? Oh, I guess I do. I blushed more.

"Oh please. That sounds so corny." He looked offended, playfully that is.

"Uh, does not."

"Does too."

"Does not!"

"Does too!"

We argued some more when he leaned over and accidentally fell on top of me. We both yelped and landed softly on his bed. "Oh man! I'm so sorry! Are you o – okay?" I looked up to see his face up close to mine, perhaps too close. But the thing is, I didn't really mind. _Not at all._

"Y – Yeah. I am. Thanks for . . . asking." His arms were holding him up, with them on each side of me, and my hands were resting on his sides and his legs were pressed around mine, keeping them pinned. This just got awkward.

"No . . . problem." He kept staring at me and it made me both nervous and giddy-like on the inside, my stomach doing flips again. And his face got red as I smiled nervously at him and he did the same when –

"Rachel?!"

Oh crap! I know that voice! I slowly, scared to death in fear of who I thought it was, craned my neck to see a figure, or actually two in the doorway. Aunt May's face was leaning in over the shoulder of a very shocked and flustered mama.

Of course, it had to be _my _mama.

* * *

><p>(Jenny's P.O.V)<p>

I was already driving to the address of the house Rachel was staying at until I picked her up after leaving work early. I parked the Ford in the empty driveway in front of the garage. I got out as quick as I could and knocked on the front door before admiring the place. It's so nice to see a least a part of NY that isn't tech-based. The door opened, the inside light illuminating the presence of a middle-aged woman.

"Oh, you must be Rachel's mother. Hello! I'm May Parker, Peter's aunt. It's very nice to meet you!" I shook hands with her, smiling back.

"I'm Jenny. It's very nice to meet you too."

"Please, come on in!" I did and the atmosphere of her home made me miss our old one back with my parents and Ethan. "I love your home. It has a nice, tranquil yet old-school style to it."

"Why, thank you! I had to remodel it to fit the perfect serenity to my sessions. Yoga, that is."

"Now, I've been meaning to take a session or two but never found the time. Perhaps, sometime, we could have a session together."

"That's a great idea! I've been itching for some girl to girl bonding time! And while we're talking ideas, how about some mountain hiking or camping? I've missed the great outdoors!"

"Me too. If you like, we could try one of these weekends, when I'm not working that is," I amused myself. She chuckled too.

"And we could take the kids with us. I always wanted to teach Peter how to live in the great outdoors."

"Well, take it from someone who had to teach their kid about survival. It's not easy; especially if you get covered head to toe in mud." We both laughed out loud and made our way to the living room when I heard something upstairs. "Where is Rachel?"

"She and Peter are busy studying in his room." What she just said made me snap into focus. "What?!" I immediately made my way up the stairs with her following my lead.

"Jenny, wait! Peter doesn't appreciate it when his privacy gets intruded on." I cut off her voice and opened the door the noises came from. I opened the door, not expecting what I just saw. That boy was over my little girl, both of them blushing and smiling, reminding me more of Ethan and myself . . .

"Rachel Jackson, what is going on here?!" She bolted up just as she saw me, pushing him off and getting to her feet, smoothing out her wrinkled clothes.

"Mom! But – that wasn't – I mean – I can explain!" I was too shocked, surprised, and angry to listen. I wanted to scold her right there but we weren't the only ones here.

I sighed, pinching the bridge of my nose, and spoke lowly, "It's time to leave."

I walked away, feeling so unsure of myself as to what to do. For one, I should be like any other mother and scold her for what was displayed back there. On the other hand, I should be so happy to see her like this, happy. But with a boy, and so sooner than I thought it would take for Rachel to find someone. And with Peter, well, it was confusing me!

"I apologize, Jenny. I – I didn't expect this to happen. I –!" I stopped her.

"It's alright, May. I – I'll handle it." Rachel just made her way down the stair, Peter and her talking about something lowly. I saw her frowning and she hugged him, murmuring goodbye, I think. "It was nice to meet you, May. Peter." He looked up and I saw how he is just as embarrassed as Rachel. I walked out, Rachel in toy, and we got into the Ford, neither of us speaking a word as I drove out of the driveway and back to home.

* * *

><p>When we arrived, Rachel stormed into the house, me closing in. "We're not done talking, young lady!"<p>

"Well, I am! You were there, you saw us and – oh my God, Peter's never going to want to hang out with me again thanks to you!" We were now in the kitchen, Rachel taking out a can of soda from the fridge and gulping it down quickly.

"Rachel, I think you're overreacting." She stopped, giving me a horrified look. "Overreacting? Overreacting?! I am NOT!"

"Sweetheart . . ." She calmed down, her face changing from red to her normal fair color. "Look, I'm sorry. You're right. _I_ was the one overreacting, not you. I guess . . . I wasn't prepared to see you with him . . . like _that_."

"Neither did I."

She walked over, her can in hand, and frowned. "Look, Mom. I know you want whats best for me, and you want to keep me safe after losing . . . Dad. But if we want to move on, then we have to let go and start over. I don't want to keep myself in the past all my life, and neither should you."

Then, she blushed and added, "Beside, I . . . I like Peter. I mean, besides getting hit on by a lot of guys and excruciating tests and exams all the time, his friends, MJ and Harry, Peter most of all . . . they're the only things that make me see that this move was a good idea. It's healthy for us . . . I just don't want to lose you too."

That made me embrace her, tightly. "You won't. I'll never leave you. I promise." And I intend to keep it.

After we talked some more and apologized to each other, Rachel left to go get ready for bed. Just as I was about to do the same, I felt my phone buzzing in my jacket's pocket. I took it out and saw a text from Tony. I forgot that he has my number, after hacking into my files and finding it there.

"_Hey beautiful. I forgot to tell you back at your office._

_I mean, how can I when I keep getting distracted by that sexy body of yours?_

_Anyway, today was just your first day, easy as pie. But starting tomorrow, you'll be neck in deep with everything Stark Industries is about: making a better tomorrow for a better world. Though, having you in my life now makes it all worth while. See you at 8, sharp._

_Though, my advice, wear something a bit more . . . revealing. I wanna see some skin . . ._

_Until we meet again, Miss Jackson. ;)"_

"Aw, dang it Tony!" I curse myself for shouting that out loud. Hopefully, Rachel didn't hear that. Still, why is Tony such a pest? What game is he playing at? Does he think that some flirty comments and his flowers are going to butter me up enough to make me fall for him, just like all the rest? No way.

Speaking of his bouquet of flowers, Rachel asked who they were from, and I only said my boss, not mentioning his name. I am eventually going to tell her who my boss is and where I worked, just not now. I mean, what's she going to think when she finds out her single mom is working for the biggest playboy of the century? Exactly!

Besides, I don't want my new life here to be circling around a man. I'm just not ready to move on yet from Ethan. There's no one who can replace my other half . . . _never._

I took a long, warm shower to ease the tension when something made me gasp. It happened again. The same, deep and rich feeling I get whenever it involved Tony. The sudden thought of him in here with me, the image of him bare-chested, chiseled and coarse against my bare skin, pressing me up against the shower wall, his hands delving into my sensitive skin, and his lips coming down on me . . .

'_Whoa there, girl! Where the hell did _that_ come from?! What is going on with me? Why am I feeling this way?_'

As I got out and dried myself, changing into my silk pink nightgown, the same fantasy repeated in my mind. Before I went to bed, I went to Rachel's room to see the room in darkness, her form sleeping in bed. I smiled softly, slowly making my way to her. She looks just as beautiful asleep as she is awake.

"Good-night, Rachel." I kissed her forehead and she smiled a bit in her sleep. I smiled too and left her to sleep in peace. But as I got into bed, I had a feeling that that fantasy, and that text message, plus these feelings could mean only one thing.

Tomorrow would be _beyond _awkward.

* * *

><p><strong>Hopefully, this is a good enough gift to you all.<strong>

**The next one will pick up the pace from here a bit, or a lot, I guess a lot.**

**Happy Valentine's Day, again! Until next time, hopefully pretty soon, bye guys! ;)**


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